DYNAM JAPAN HOLDINGS Co., Ltd. — Proxy Solicitation & Information Statement 2018

Nov 27, 2018

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DYNAM JAPAN HOLDINGS Co., Ltd.

(incorporated in Japan with limited liability)

(Stock Code: 06889)

PROXY FORM FOR THE EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS

(Note 1) I/We (full name of individual or entity) address)

of (Note 1) (home or main office

hold (Note 2) shares in DYNAM JAPAN HOLDINGS Co., Ltd. (the ‘‘Company’’). I/We hereby appoint the chairman of the Extraordinary General Meeting of Shareholders (the ‘‘EGM’’) or (Note 3) (name of proxy) of (Note 3) (home or main office address)

to serve as my/our proxy and perform the following on my/our behalf.

The proxy shall attend the EGM to be held at 2–27–5 Nishi-Nippori, Arakawa-ku, Tokyo, Japan at 10:00 a.m. (Japan Time) on Thursday, 20 December 2018 and exercise voting rights for the resolutions as set out below.

elow.
	Matters to be Resolved	(Note 4)		For(Note 5)	Against(Note 5)	VoteWithheld(Note 5)
First Resolution	Connected Transaction:	Proposed Amendments to
	the Original Deed of Non-competition
Second Resolution	MajorandContinuing	Connected	Transaction:
	Cooperation Framework	Agreement

Date:	2018Signature (Note 6):
Note 1	Home or main office address and full name of individual or entity of the shareholder is to be written in block letters.
Note 2	Please state the number of shares the proxy is authorized to act upon. If the number is less than your full voting entitlement on the
	share register, the voting entitlement in respect of the remaining shares is deemed to be an abstention. If this space is left blank, the
	proxy will be deemed as authorized to exercise your full voting entitlement. As stated in Note (3) under Item 5 headed ‘‘Other
	Precautions’’ of notice for the EGM dated 28 November 2018 (the ‘‘Notice of EGM’’), shareholders who intend to cast their votes in
	different ways (i.e. partly for and partly against a resolution) are requested to notify the Company in writing of their intention to do so
	and the reason therefor no later than 3 days before the EGM. Accordingly, please note that shareholders who have not submitted such
	notice of the intention to cast their votes in different ways to the Company may not be permitted to exercise such voting rights except
	for those who hold shares of the Company for and on behalf of others.
Note 3	Home or main office address and full name of the proxy is to be written in block letters. If the spaces are left blank, the proxy shall
	become the chairman of the EGM.
Note 4	The matters to be resolved shown here are summaries. The full text is available in the Notice of EGM.
Note 5	If you approve the relevant resolution, please put a check mark in the ‘‘For’’ box. If you disapprove the relevant resolution, please put a
	check mark in the ‘‘Against’’ box. If you abstain from voting any resolution, please put a check mark in the ‘‘Vote Withheld’’ box. If you
	put check marks in none of the boxes or more than one box for a resolution, your proxy will be authorized to exercise his/her discretion
	as to whether and if so how he/she votes. The same decision will apply to the resolutions proposed in accordance with the laws and
	regulations to the EGM other than those stated in the Notice of EGM.
	Abstained votes will be counted towards the total number of votes cast in the relevant resolutions but excluded from the number of
	votes for or against the relevant resolutions.
Note 6	Please sign with the pre-registered signature of the shareholder (or the representative person in case of a corporate shareholder).
Note 7	If your shares are held jointly with others, signature of the person exercising the voting rights of whom the Company has been notified
	in advance will be enough, but filling in the names of individual or entity and home or main office address of all the joint shareholders is
	required.
Note 8	Proxies are advised to submit the proxy form (signed and completed by the shareholder in accordance with the above Notes 1 to 7) to
	the reception desk of the EGM on the day thereof. If the shareholder completed the proxy form but left the proxy’s name and address
	blank, please send the proxy form by mail to the location of the EGM no later than the day thereof OR deposit at the Company’s share
	registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen’s Road East, Wanchai,
	Hong Kong not less than 48 hours before the time appointed for holding the EGM.
Note 9	Proxies do not need to be a shareholder of the Company.
Note 10	Completion and return of this proxy form will not preclude you from attending and voting in person at the EGM thereof if you so wish,
	and in such case, this proxy form will be deemed to be revoked.